With South Africa having already secured the Series 2-0, The British and Irish Lions came out with a point to prove in the third and final test of the tour.
The Lions finished on a spectacular high with a stunning victory in the final Test at the iconic Ellis Park in Johannesburg.
Faced with the prospect of a first series whitewash by the Springboks in 118 years, Ian McGeechan's men cast aside the agony of their last-gasp second Test defeat with a performance bursting with pride and passion.
A first-half brace from Wales wing Shane Williams, his first tries of the tour, saw the Lions take a commanding 15-6 half-time lead.
Ugo Monye's 70m interception effort after 54 minutes extended the tourists' advantage before Morne Steyn landed his third penalty for the hosts.
But two late penalties from Stephen Jones put the seal on the Lions' first Test win since Brisbane in 2001, and South Africa's first defeat at Ellis Park for eight years.
It was deserved reward for the Lions' contribution to a thrilling series, and a fitting way for McGeechan to bow out, if indeed this is his final Test after seven tours as a player and head coach.
South Africa: Zane Kirchner, Odwa Ndungane, Jaque Fourie, Wynand Olivier, Jongikhaya Nokwe, More Steyn, Fourie du Preez; Tendai Mtawarira, Chilliboy Ralepelle, John Smit (capt), Johann Muller, Victor Matfield, Heinrich Brussow, Juan Smith, Ryan Kankowski.
Replacements: Bismarck du Plessis, Gurthro Steenkamp, Deon Carstens, Steven Sykes, Pierre Spies, Ruan Pienaar, Francois Steyn.
Lions: Rob Kearney, Ugo Monye, Tommy Bowe, Riki Flutey, Shane Williams, Stephen Jones, Mike Phillips; Andrew Sheridan, Matthew Rees, Phil Vickery, Simon Shaw, Paul O'Connell, Joe Worsley, Martyn Williams, Jamie Heaslip.
Replacements: Ross Ford, John Hayes, Alun-Wyn Jones, Tom Croft, David Wallace, Harry Ellis, James Hook.
Yellow card: Shaw (37)
Referee: Stuart Dickinson (Australia)
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